DSS, Inc. Announces Form F-4 Filing in Connection with Impact Biomedical’s Proposed Business Combination with Zoar Limited

Zoar’s Form F-4 filing advances Impact Biomedical’s proposed combination, but completion still depends on SEC and shareholder approvals.

Rhea-AI Summary

DSS (DSS) and Impact Biomedical (IBO) report that Zoar Limited has filed a Registration Statement on Form F-4 with the SEC for the previously announced proposed business combination among Impact, Zoar and certain related parties.

DSS is a significant stockholder of Impact Biomedical and views the filing as an important milestone toward completing the transaction, which DSS’s CEO says could enhance Impact’s platform, growth opportunities and potential value for DSS shareholders. The Form F-4 includes a preliminary proxy statement of Impact and a prospectus of Zoar relating to the proposed transaction and remains subject to SEC review and effectiveness.

The business combination is still contingent on several conditions, including SEC declaration of effectiveness, approval by Impact stockholders, approval of the listing of Zoar ordinary shares on NYSE American, and satisfaction or waiver of other conditions in the merger and share exchange agreement.

Positive

• Form F-4 filed with SEC for Impact Biomedical–Zoar proposed business combination
• DSS, as a significant Impact stockholder, positions for potential value from the transaction

Negative

• Completion of the business combination is subject to multiple conditions, including SEC effectiveness and Impact stockholder approval
• Zoar’s NYSE American listing for ordinary shares still requires exchange approval

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Market Reaction – DSS

$0.70 $0.87 Day Range

$7.27M Market Cap

Following this news, DSS has declined 2.28%, reflecting a moderate negative market reaction. Our momentum scanner has triggered 3 alerts so far, indicating moderate trading interest and price volatility. The stock is currently trading at $0.72. Trading volume is exceptionally heavy at 10.2x the average, suggesting significant selling pressure.

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Market Context

The stock was down 2.74% before publication, placing the filing against a pre-existing decline; the ...

Analysis

The stock was down 2.74% before publication, placing the filing against a pre-existing decline; the release stated that the Form F-4 remained subject to SEC review and other transaction conditions.

Key Terms

form f-4, registration statement, preliminary proxy statement, prospectus

4 terms

form f-4 regulatory

"filed a Registration Statement on Form F-4"

Form F-4 is an official filing with the U.S. Securities and Exchange Commission used by non-U.S. companies when they offer securities in connection with mergers, acquisitions, exchange offers or similar transactions. It acts like a detailed product label or instruction manual that explains the deal, the securities being offered, financials, risks and voting requirements, and it matters to investors because it provides the essential facts needed to evaluate how the transaction could affect ownership, value and future returns.

registration statement regulatory

"Zoar Limited has filed a Registration Statement"

A registration statement is a formal document that companies file with a government agency to offer new shares of stock to the public. It provides essential information about the company's finances, operations, and risks, helping investors make informed decisions. Think of it as a detailed product description that ensures transparency and trust before buying into a company.

preliminary proxy statement regulatory

"includes a preliminary proxy statement of Impact"

A preliminary proxy statement is an advance draft of the information a company will send shareholders before a vote, outlining items like board elections, mergers, executive pay, and shareholder proposals. It matters to investors because it lays out what will be decided, management’s recommendations, and key facts that can affect a company’s direction and stock value — like receiving the agenda and background packet before a town-hall vote.

prospectus regulatory

"and a prospectus of Zoar relating to the proposed transaction"

A prospectus is a detailed document that explains a company's plans for offering new shares or investments to the public. It’s important because it provides potential investors with key information about the company’s business, risks, and how they might make money, helping them decide whether to invest. Think of it as a guidebook for understanding what you're buying into.

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ROCHESTER, N.Y., Sept. 16, 2026 (GLOBE NEWSWIRE) -- DSS, Inc. (NYSE American: DSS) (“DSS” or the “Company”) today announced that Zoar Limited (“Zoar” or “PubCo”) has filed a Registration Statement on Form F-4 (the “Registration Statement”) with the U.S. Securities and Exchange Commission (“SEC”) in connection with the previously announced proposed business combination (the “Business Combination”) involving Impact Biomedical Inc. (NYSE American: IBO) (“Impact”), Zoar and certain related parties.

DSS is a significant stockholder of Impact Biomedical, and the filing represents an important step in Impact’s proposed Business Combination with Zoar.

“We are pleased to see Impact reach this important milestone in its proposed Business Combination with Zoar,” said Jason Grady, Chief Executive Officer of DSS, Inc. “The filing of the Form F-4 demonstrates continued momentum toward the proposed transaction and represents another step in the evolution of Impact. We believe the combination has the potential to strengthen Impact’s platform, expand its opportunities for future growth, and ultimately create meaningful value for DSS and our shareholders.”

The Registration Statement includes a preliminary proxy statement of Impact and a prospectus of Zoar relating to the proposed transaction. The filing remains subject to SEC review and has not yet been declared effective.

The proposed Business Combination remains subject to a number of conditions, including the Registration Statement being declared effective by the SEC, approval of the transaction by Impact stockholders, approval of the listing of Zoar ordinary shares on NYSE American, and the satisfaction or waiver of other conditions contained in the applicable merger and share exchange agreement.

The filing of the Registration Statement does not mean that the Registration Statement has been declared effective, that the SEC has completed its review, that Impact stockholders have approved the proposed transaction, or that the transaction will be completed.

About DSS, Inc.

DSS, Inc. (NYSE American: DSS) is a multinational company operating across multiple business lines including product packaging, biotechnology, commercial lending, and securities and investment management. The Company operates a business model based on developing high-growth subsidiaries and unlocking value through strategic IPOs and public listings. For more information, visit www.dssworld.com.

Additional Information and Where to Find It

In connection with the proposed Business Combination, Zoar Limited has filed with the SEC a Registration Statement, which includes a preliminary proxy statement of Impact that also constitutes a prospectus of Zoar. Investors and security holders are urged to read the Registration Statement, the proxy statement/prospectus and any other relevant documents filed or to be filed with the SEC, as well as any amendments or supplements to those documents, carefully and in their entirety when they become available because they contain or will contain important information regarding the proposed transaction.

Copies of these documents may be obtained without charge through the SEC’s website.

No Offer or Solicitation

This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities, nor does it constitute a solicitation of any vote, proxy, consent or approval in connection with the proposed transaction. No offer or sale of securities shall be made except in accordance with applicable securities laws.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of applicable federal securities laws. These statements include, among others, statements concerning the proposed Business Combination, the anticipated completion of the transaction, the effectiveness of the Registration Statement, stockholder and regulatory approvals, the proposed listing of Zoar ordinary shares and the anticipated ownership of PubCo following the transaction. Forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those expressed or implied. DSS undertakes no obligation to update any forward-looking statements except as required by law.

Investor Relations

DSS, Inc.
ir@dssworld.com
+1 (585) 565-2422

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What does the Form F-4 filing include for Impact Biomedical and Zoar?

The Registration Statement on Form F-4 includes a preliminary proxy statement of Impact Biomedical that also constitutes a prospectus of Zoar relating to the proposed business combination.

Has the SEC declared Zoar’s Form F-4 effective or completed its review?

No. The filing remains subject to SEC review and has not yet been declared effective, and the press release states that the filing does not mean the SEC has completed its review.

What key conditions must be satisfied before the Impact–Zoar business combination can close?

The proposed business combination is subject to the Registration Statement being declared effective by the SEC, approval of the transaction by Impact stockholders, approval of the listing of Zoar ordinary shares on NYSE American, and satisfaction or waiver of other conditions in the applicable merger and share exchange agreement.

Where can investors obtain the Form F-4 and related documents?

Investors and security holders are urged to read the Registration Statement, the proxy statement/prospectus and any amendments or supplements in their entirety when available. Copies may be obtained without charge through the SEC’s website.

Does this press release constitute an offer to sell securities or solicit votes for the transaction?

No. The release states that it does not constitute an offer to sell or a solicitation of an offer to buy any securities, nor a solicitation of any vote, proxy, consent or approval, and that no offer or sale will be made except in accordance with applicable securities laws.